R2021-078 2021-06-14RESOLUTION NO. R2021-78
A Resolution of the City Council of the City of Pearland, Texas, awarding a
design build contract for the Parks Equipment Recapitalization Irrigation
Project (Phase I Services), to Landscape Art, Inc., in the amount of
$55,344.75.
BE IT RESOLVED BY THE CITY COUNCIL OF THE CITY OF PEARLAND, TEXAS:
Section 1. That Requests for Qualifications for the Parks Equipment
Recapitalization Irrigation Project have been reviewed and tabulated.
Section 2. That the City Council hereby awards a design build contract for the Parks
Equipment Recapitalization Irrigation Project to Landscape Art, Inc., in the amount of
$55,344.75 (Phase I Services) with a material and equipment mark-up percentage of 10%.
Section 3. The City Manager or his designee is hereby authorized to execute a
design build contract for the Parks Equipment Recapitalization Irrigation Project.
PASSED, APPROVED and ADOPTED this the 14'h day of June A.D., 2021.
EVIN COLE
AYOR
AT
TAL ROAN, TRMC, CMC
CITY SECRETARY
APPROVED AS TO FORM:
-4�
DARRIN M. COKER
CITY ATTORNEY
AGREEMENT BETWEEN
OWNER AND DESIGNERBUILDER
FOR DESIGNBUILD SERVICES FOR THE PARK EQUIPMENT RECAPITALIZATION—
IRRIGATION EVALUATION,REPAIR AND IMPROVEMENT PROJECT
This Agreement is made and entered into the day of ,2021 by and between City of Pearland(OWNER)and
Landscape Art Inc. (DESIGNERBUILDER),In consideration of the mutual covenants and agreements set forth herein,
OWNER and DESIGNERBUILDER agree as follows:
ARTICLE 1 - THE PROJECT TEAM AND EXTENT OF AGREEMENT
The DESIGNERBUILDER agrees to furnish or arrange for the engineering and construction services set forth herein
and agrees to furnish project management and administration and superintendence,and to use its best efforts to complete
the Project in an expeditious and economical manner consistent with the interests of the OWNER.
1.1. The Project Team. The DESIGNERBUILDER,the OWNER and the DESIGNERBUILDER's consultants
and subcontractors,collectively called the"Project Team,"shall work cooperatively from the beginning of design
through construction completion.
1.2. Extent of Agreement. The Contract Documents represent the entire agreement between the OWNER and the
DESIGNERBUILDER and supersede all prior negotiations,representations or agreements. This Agreement
shall not be superseded by any provisions of the documents for construction and may be amended only by written
instrument signed by both OWNER and DESIGNERBUILDER. While the OWNER may issue separate
purchase orders to DESIGNERBUILDER to satisfy OWNER's purchasing requirements, the terms and
conditions of any such purchase orders issued after the date of this Agreement shall be deemed to be void and the
terms and conditions of this Agreement shall be deemed substituted therefor.
1.3. Definitions.
1.3.1. The Project is defined as the design and construction of an Irrigation Management System to provide for
the upgrade,repair and integration of a complete system for the Parks and Recreation facilities situated
in Pearland,Texas via two phases.Phase 1 will include the general evaluation and assessment of the
existing City's irrigation system throughout the City parks and will provide a priority plan for the
phasing/schedule&upgrade/repair of the existing systems.Information will be utilized from the City's
current design standards and plans and specifications and irrigation philosophy that has been
implimetend a recently renovated facilities.Phase 2 will include the final design and implementation of
the recommended plan developed in Phase 1 to the City Parks.
1.3.2. The Work is the design and/or construction services required to complete the Project in two(2)separate
phases.
1.3.3. Substantial Completion is the date on which the Work, or an agreed upon phase of the Work, is
sufficiently complete so that OWNER can occupy and use the Project or a portion thereof for its
intended purposes.It is understood by the parties hereto that the Work will be performed in phases and
that a Substantial Completion date shall be defined separately for Phase 2 in the Guaranteed Maximum
Price Proposals described in Article 2 of this Agreement.
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ARTICLE 2 - DESIGNERJBUILDER'S SERVICES AND RESPONSIBILITIES
2.1 General Services.
2.1.1 DESIGNER/BUILDER shall work with OWNER to review and update the OWNER's Project Criteria
describing OWNER's program requirements and objectives for the Project as set forth in Exhibit A.The
Project Criteria shall include OWNER's use, space, price, time, site, performance, and expandability
requirements. The Project Criteria may include conceptual documents, design specifications, design
performance specifications,and other technical materials and requirements prepared for OWNER.
2.2 Phased Services.
2.2.1 Phase 1 Services. DESIGNER/BUILDER shall perform the services of design,pricing, and other
services to review and update theProject Criteria,as may be revised in accordance with Section 2.1 hereof,
as set forth in Exhibit A,attached hereto. DESIGNER/BUILDER shall perform such services to the level
of completion required for DESIGNER/BUILDER and OWNER to establish the Contract Prices for Phase
2, as set forth in Section 2.3 below which shall be developed on an "open-book" basis.
DESIGNERBUILDER's Compensation for Phase 1 Services is set forth in Exhibit A attached hereto.
2.2.2 Phase 2 Services. DESIGNERBUILDER's Phase 2 services shall consist of the completion and
implementation of the Project, the procurement of all materials and equipment for the Project, the
performance of construction services for the Project,the start-up,testing,and commissioning of the Project,
and the provision of warranty services,all as further described in the Contract Price Amendment. The final
design of Phase 2 of the Project shall be performed with the skill and care which would be exercised by
comparable qualified professional engineers performing similar services at the time such services are
performed and under similar conditions. Upon receipt of DESIGNER/BUILDER's proposed Contract
Prices for Phase 2,OWNER may proceed as set forth in Article 2.3.
2.3 Proposals.Upon completion of the Phase 1 Services and any other Basis of Design Documents upon which the
parties may agree, DESIGNERBUILDER shall submit separate proposal for Phase 2 to OWNER (the
"Proposal")for the completion and construction for the Project for the Contract Price,which shall be based on a
Guaranteed Maximum Price(GMP).
2.3.1 The Proposal shall include the following unless the parties mutually agree otherwise:
2.3.1.1 The GMP shall be based on the sum of:
i. DESIGNERBUILDER's Fee as defined in Exhibit A hereof;
ii. The estimated Cost of the Work as defined in Exhibit A hereof,inclusive
of any DESIGNERBUILDER's Contingency as defined in Exhibit A
hereof;and
iii. If applicable,any prices established under Exhibit A hereof;
2.3.1.2 The OWNER's Design Criteria,were provided in the Request for Qualifications for this project;
2.3.1.3 A list of the assumptions and clarifications made by DESIGNERBUILDER in the preparation of the
Proposal, which list is intended to supplement the information contained in the drawings and
specifications.;
2.3.1.4 The Scheduled Substantial Completion Date upon which each Proposal is based, and a schedule upon
which the Scheduled Substantial Completion Date for each phase is based along with a Project Schedule
for the Work;
2.3.2 Review and Adjustment to Proposal.
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2.3.2.1 After submission of the the Proposal for each Phase,DESIGNERBUILDER and OWNER shall meet
to discuss and review the Proposal. If OWNER has any comments regarding the Proposal,or finds any
inconsistencies or inaccuracies in the information presented, it shall promptly give written notice to
DESIGNERBUILDER of such comments or findings. If appropriate,DESIGNERBUILDER shall,
upon receipt of OWNER's notice,make appropriate adjustments to the Proposal.
2.3.2.3 Acceptance of Proposal. If OWNER accepts the Proposal for any phase, as may be amended by
DESIGNERBUILDER, the Contract Price and its basis shall be set forth in an amendment to this
Agreement,when mutually agreed between the parties(Contract Price Amendment). Once the parties
have agreed upon the Contract Price and OWNER has issued a Notice to Proceed with Phase 2,
DESIGNERBUILDER shall perform the Phase 2 Work,all as further described in the Contract Price
Amendment,as it may be revised.
2.3.2.4 Failure to Accept the Proposal. If OWNER rejects the Proposal, or fails to notify
DESIGNERBUILDER in writing on or before the date specified in the Proposal that it accepts the
Proposal, the Proposal shall be deemed withdrawn and of no effect. In such event, OWNER and
DESIGNERBUILDER shall meet and confer as to how the Project will proceed,with OWNER having
the following options:
i. OWNER may suggest modifications to the Proposal,whereupon,if such modifications are accepted in
writing by DESIGNERBUILDER, the Proposal shall be deemed accepted and the parties shall
proceed in accordance with Section 2.3.2.3 above;
ii. OWNER and DESIGNERBUILDER may continue with approved Proposal work to contract
completion, subject to Article 9, regardless of the acceptance, withdrawal, or approval of any
subsequent Proposal.
iii. OWNER may terminate this Agreement for convenience in accordance with Article 9 hereof;
provided,however,in this event,DESIGNERBUILDER shall not be entitled to the payment provided
for in Section 9.2 hereof.
2.4. The DESIGNERBUILDER will secure on behalf of the OWNER any construction building permits necessary for
the construction of the Project.
2.4.1 The DESIGNERBUILDER will not be liable to the OWNER for any special,indirect or consequential
damages whatsoever,and the DESIGNERBUILDER's total liability to the OWNER for any and all
injuries,claims, losses,expenses or damages whatsoever arising out of or in any way relating to the
Project, the site, DESIGNERBUILDER's services or work, or this Agreement, from any cause or
causes,including but not limited to the DESIGNERBUILDER's negligence,errors,omissions,breaches
of warranty or contract or strict liability shall not exceed the total amount paid by the OWNER to the
DESIGNER/BUILDER under this Agreement.
2.5. The DESIGNERBUILDER shall take necessary precautions for the safety of its employees on the Work,and
shall comply with all applicable provisions of federal,state and municipal safety laws. DESIGNERBUILDER
shall include provisions in all subcontracts which require its subcontractors to be responsible for the safety of their
employees on the Work,and to comply with all applicable provisions of federal,state and municipal safety laws.
It is agreed that the DESIGNERBUILDER shall have no responsibility for the abatement of safety hazards
resulting from work at the job site carried on by the OWNER's separate contractors,or by the OWNER or persons
for whom the OWNER is responsible. OWNER will comply with, and agree to cause any such separate
contractors or persons to comply fully with all applicable provisions of federal,state and municipal safety laws
and regulations.
2.6. The DESIGNERBUILDER shall keep the premises of the Project free from accumulation of waste materials
caused by the DESIGNERBUILDER's operations. At the completion of the Work,the DESIGNERBUILDER
shall remove from the Project the DESIGNERBUILDER's tools,surplus materials,construction equipment,and
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machinery.
2.7. The DESIGNER/BUILDER shall prepare Change Orders for the OWNER's approval and execution in accordance
with Article 6 of this Agreement.
2.8. The DESIGNER/BUILDER shall maintain in good order at the site one record copy of the drawings,
specifications,product data,samples,shop drawings,Change Orders and other Modifications,marked currently to
record changes made during construction. These shall be delivered to the OWNER upon completion of the
Project and final payment.
2.9. The DESIGNER/BUILDER's services shall not include expressly or by implication any analysis,determination or
opinion as to whether the OWNER is in compliance with federal, state or local laws, statutes, ordinances or
regulations.
2.10. Unless expressly stated otherwise herein, the DESIGNER/BUILDER's services shall not include directly or
indirectly storing,arranging for or actually transporting,disposing,treating or monitoring hazardous substances,
hazardous materials,hazardous waste or hazardous oils.
2.11. Standards and Completion.
2.11.1. The DESIGNER/BUILDER agrees that all materials and equipment furnished under this Agreement will
be new,unless otherwise specified,and that all construction work will be of good quality,free from
improper workmanship and defective materials. DESIGNER/BUILDER will not be responsible,
however, for defects caused by OWNER modifications, abuse, and/or improper maintenance or
operation. The DESIGNERBUILDER agrees to correct all work performed by it under this Agreement
which proves to be defective in material or workmanship within a period of one (1) year after
completion of the Work as defined in Paragraph 2.2.2 provided that OWNER furnishes written notice of
such defect within such one (1) year period. One (1) year period shall began upon OWNER's
written acceptance of beneficial use of the Work or portion of the Work at each site, not the
substantial completion of the overall Project. DESIGNERBUILDER provides no warranty,
express or implied, for OWNER-furnished equipment or equipment, accessories and parts
manufactured by others. However,any warranty or guarantee obtained by DESIGNER/BUILDER
from any such manufacturer shall be deemed to have been obtained for the benefit of OWNER and will
be assigned to OWNER. The foregoing standards and warranties are the sole warranties extended by
DESIGNERBUILDER and are in lieu of all other warranties express or implied, including but not
limited to,the implied warranties of merchantability and fitness for purpose.
2.11.1.1. Unless otherwise expressly noted,the term completion in this Agreement shall mean substantial
completion. Substantial completion is the stage of progress when the Work or a designated portion
thereof is sufficiently complete in accordance with this Agreement so that the OWNER can occupy or
utilize the Work for its intended use. The contract time is the time within which the
DESIGNERBUILDER is to achieve substantial completion of the Work,subject to adjustments as set
forth in this Agreement.
2.11.2. The DESIGNERBUILDER will secure required certificates of inspection,testing or approval required
for building construction and deliver them to the OWNER.
2.11.3. The DESIGNER/BUILDER will collect all equipment manuals and deliver them to the OWNER at the
time of Substantial Completion of each phase.
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ARTICLE 3 - OWNER'S RESPONSIBILITIES
3.1. The OWNER shall provide full information regarding its requirements for the Project.
3.2. The OWNER shall designate a representative who shall be fully acquainted with the Project and have full
authority to promptly approve changes in the scope of the Project,promptly render approvals and decisions,and
furnish information expeditiously and in time to meet the dates set forth in the Schedule. The OWNER's
designated representative is Mr.Robert Upton,Project Manager.
3.3. The OWNER shall furnish,all reasonably available documention for each site to the DESIGNERBUILDER.
The DESIGNERBUILDER can resonably rely on the documention related to the surface and subsurface
infrastructure.
3.4. The OWNER shall secure and pay for necessary approvals,easements,assessments and charges required for the
construction, connection, use, or occupancy of permanent structures or for permanent changes in existing
facilities.
3.5. The OWNER shall furnish such legal services as may be necessary for providing the items set forth in Paragraph
3.4.,and such auditing services as may be required.
3.6. If the OWNER becomes aware of any fault or defect in the Work or nonconformance with the Drawings or
Specifications,it shall give prompt written notice thereof to the DESIGNERBUILDER.
3.7. The services and information required by the above paragraphs shall be furnished with reasonable promptness at
OWNER's expense. The DESIGNERBUILDER shall be entitled to rely upon the accuracy and the completeness
of all such information provided by the OWNER.
3.8. The OWNER shall furnish reasonable evidence satisfactory to the DESIGNERBUILDER,prior to signing this
Agreement,or upon written request of the DESIGNERBUILDER from time to time thereafter,that sufficient
funds are available and committed to pay for DESIGNERBUILDER's total estimated charges for the Work.
Whether or not the DESIGNERBUILDER elects to proceed with work without having received such evidence,
DESIGNERBUILDER may thereafter stop work upon fifteen(15)days'prior written notice if such evidence has
not been furnished within a reasonable time after any such request.
3.9. The OWNER shall have no contractual obligation to the DESIGNERBUILDER's subcontractors and
subconsultants and shall communicate with such subcontractors and subconsultants only through the
DESIGNERBUILDER.
3.10. The OWNER shall pay for all utility connection fees and special facility charges rendered by utilities for
connection of permanent utility services to the Project.
ARTICLE 4 - SUBCONTRACTS
4.1. Selection of Subcontractors. All portions of the Work that the DESIGNERBUILDER does not perform with its
own forces shall be performed under subcontracts. The DESIGNERBUILDER shall select competent
Subcontractors and shall be responsible for the management of the Subcontractors'performance of their work.
ARTICLE 5 - CONTRACT TIME SCHEDULE AND SUBSTANTIAL COMPLETION
5.1. Contract Time.
5.1.1. The Phase 1 Work to be performed under this Agreement shall be performed in accordance with the
Schedule provided pursuant to Exhibit A. For Phase 2 work, DESIGNBUILDER will include a
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mutually agreed upon schedule in the Proposal for each phase of work.
5.1.2. The term "day" as used in this Agreement shall mean calendar day, unless otherwise specifically
designated.
5.2 Delays.
5.2.1. If the DESIGNERBUILDER is delayed at any time in the progress of the Project by any act of the
OWNER,or any separate contractor employed by the OWNER or by the action of any governmental
agency or regulatory body,or by change orders in the Project,or by labor disputes,fire,unusual delay in
transportation,unusual delay in issuance of building permits or zoning or utility services,unusual delay
or shortages in material supplies,adverse weather conditions not reasonably anticipatable,unavoidable
casualties,acts of God,or any other causes beyond the DESIGNERBUILDER's reasonable control,then
the time within which the Work is to be completed shall be adjusted accordingly.Except as provided in
Section 5.2.2. below,time is the sole remedy and no general conditions, overhead,or profit shall be
applied to the time adjustment.
5.2.2. If DESIGNERBUILDER is delayed by any act of OWNER or by any separate contractor employed by
OWNER or for any other cause for which the OWNER is responsible,then in addition to an extension of
the contract time,DESIGNERBUILDER will be compensated for all costs which it incurs as a result of
such delay,and a change order will be issued therefore.
5.2.3.Liquated Damages.DESIGNERBUILDER understands that if Substantial Completion is not attenuated by
the Scheduled Substantial Completion Date, OWNER will suffer damage which are difficult to
determine and accurately specific. DESIGNERBUILDER agrees that if Substantial Completion is not
attained by the Scheduled Substantial Completion Date (the "LD Date") of Phase 2,
DESIGNERBUILDER shall pay OWNER Five Hundred Dollars($500.00)as liquidated damages for
each day that Substantial Completion extends beyond the LD Date. (Not Applicable for Phase 1,LD
Date(s)to be established as part of proposed GMP for Phase 2.The liquated damages provide herein
shall be in lieu of all liability for any and all extra costs,losses,expenses,claims,penalties and any other
damages,whether special or consequential,and of whatsoever nature incurred by OWNER which are
occasioned by and delay in achieving Substantial Completion of Phase 2.
ARTICLE 6 - CHANGES IN THE PROJECT
6.1. Change Orders.
6.1.1. Any work not contained in the scope of work set forth in Exhibit A shall be a change and shall be
performed by DESIGNERBUILDER only pursuant to a written Change Order to this Agreement signed
by OWNER and DESIGNERBUILDER. Such a Change Order may increase or decrease the Work
within the general scope of this Agreement. If this Change Order causes an increase in the cost of the
Work,or of the time required for the performance of the Work,DESIGNERBUILDER shall be paid a
lump sum acceptable to both parties and/or shall be granted an extension of the contract time.
6.1.2. The proposal documents may identify specific items which are not included in the Contract Price. The
Work included in this Agreement shall be limited to that work specifically set forth in Exhibit A or in
the Phase 2 approved proposals. The performance or furnishing of any such items by
DESIGNERBUILDER that are not included in the scope of work set forth in Exhibit A or in the Phase
2 approved proposals shall be pursuant to a Change Order issued in accordance with Paragraph 6.1.1.
6.2. Concealed Conditions. If concealed or unknown conditions that affect the performance of the Work are
encountered,which conditions are not ordinarily found to exist or which differ materially from those generally
recognized as inherent in work of the character provided for under this Agreement,notice by the observing party
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shall be given promptly to the other party and,if possible,before conditions are disturbed,and upon claim made
by the DESIGNERBUILDER,the Contract Price and Schedule shall be equitably adjusted by Change Order to
reflect additions and/or deductions to the cost and time required which result from such concealed or unknown
conditions.
6.3. Regulatory Changes. The DESIGNERBUILDER shall be compensated for changes in the Work necessitated
by the enactment or revision of codes,laws or regulations subsequent to the date of this Agreement.
ARTICLE 7 - PAYMENTS TO THE DESIGNERBUILDER
7.1. Payments
7.1.1. The type and form of compensation for DESIGNERBUILDER shall be as specified in Exhibit A for
Phase 1 and the negotiated Proposal for Phases 2.
7.1.2. DESIGNERBUILDER shall submit to the OWNER monthly invoices covering the period ending on the
last day of the preceding month which shall indicate the total amount due to the DESIGNER/BUILDER
for work performed for the preceding month. The OWNER shall have the right of inspection and
verification of DESIGNERBUILDER's invoice and shall have ten(10)days within which to approve
the invoice.With each invoice,DESIGNERBUILDER shall include a partial release of lien covering
the amount stated on the invoice.
The OWNER and DESIGNBUILDER shall comply with The Texas Prompt Payment Act,If the OWNER fails to
make any payment due DESIGNERBUILDER for services and expenses within thirty(30)days after receipt of
DESIGNERBUILDER's statement therefor,the amount due DESIGNERBUILDER shall include an additional
charge of one and a half(1-1/2%)percent per month of all amounts due but not paid after said thirtieth day. As an
additional remedy, DESIGNERBUILDER may, after giving ten (10) days' written notice to the OWNER,
suspend services under this Agreement until DESIGNERBUILDER has been paid in full for all amounts due for
services,expenses and charges.
7.2. Title Free of Liens. The DESIGNERBUILDER agrees that title to all Work, including materials and
equipment incorporated in the Project covered by any invoice will pass to the OWNER upon receipt of payment
of the full amount of DESIGNERBUILDER's invoice therefor, free and clear of all liens, claims, security
interests or encumbrances,hereinafter referred to as Liens. DESIGNERBUILDER,at its own expense,shall
indemnify,defend and save harmless OWNER against Liens filed on the property of OWNER by subcontractors,
material men or suppliers of DESIGNERBUILDER for amounts due them from DESIGNERBUILDER for
Work,the cost of which has been paid by OWNER to DESIGNERBUILDER.
7.3. Waiver of Claims. The making of final payment shall constitute a waiver of all claims by OWNERexceptthose
arising from:
7.3.1. Unsettled liens.
7.3.2. Defects in materials or workmanship appearing after final inspection.
7.3.3. Any breach of continuing obligations in this Agreement on the part of DESIGNERBUILDER.
ARTICLE 8-INDEMNITY AND INSURANCE
8.1. Indemnity.
8.1.1. The DESIGNERBUILDER shall indemnify,defend and hold the OWNER harmless from all claims and
suits for damages arising from personal injuries, including death, injury or destruction of tangible
property(other than the Work itself),including loss of use resulting therefrom to the extent caused by
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the sole negligence of the DESIGNER/BUILDER,and from all judgments recovered therefor,and from
all expenses for defending claims or suits,including court costs and attorney's fees,resulting therefrom.
DESIGNER/BUILDER shall have no duty to indemnify OWNER hereunder against claims arising as a
result of OWNER's sole or contributing negligence or the sole or contributing negligence of any other
party. In no event shall DESIGNER/BUILDER be responsible,under this paragraph or otherwise,for
any indirect,special or consequential damages of any kind.
8.1.2. Upon and after final completion of the Project, and to the extent allowed by law, OWNER shall
indemnify,defend and hold the DESIGNERBUILDER harmless from all claims and suits for damages
arising from personal injuries or damage to property,and from all judgments recovered therefor,and
from all expenses for defending such claims or suits resulting from the OWNER's sole or contributing
negligence,including but not limited to court costs and attorney's fees,which result from the OWNER's
negligent use, operation or maintenance of the facilities, equipment or materials provided by
DESIGNER/BUILDER under this Agreement.
8.2. DESIGNERBUILDER's Insurance. The DESIGNERBUILDER shall purchase and maintain the following
insurance to cover DESIGNERBUILDER's performance under this Agreement:
8.2.1. Workers' Compensation insurance in full compliance with workers' compensation laws of the states
within which any part of the work is to be performed,together with employer's liability coverage with
minimum limits of liability in the amount of$1,000,000 for each occurrence.
8.2.2. Commercial Automobile Liability Insurance covering all owned,hired and non-owned vehicles with the
following minimum limits of liability:
Combined single limit-$1,000,000 each occurrence and$2,000,000 aggregate
8.2.3. Commercial General Liability Insurance including Independent Contractor's coverage with the following
minimum limits of liability:
Combined single limit-$1,000,000 each occurrence and$2,000,000 aggregate
The DESIGNER/BUILDER's Commercial General Liability Policy shall also include blanket contractual
liability coverage.
8.3. Professional Liability Insurance. The DESIGNERBUILDER shall maintain Professional Liability Insurance
coverage for errors and omissions for the design portion of the work. The following limits of liability shall apply:
$1,000,000 each occurance and$2,000,000 aggregate.
8.4. Certificates. DESIGNERBUILDER shall furnish to OWNER promptly following the execution of this
Agreement,certificates evidencing the maintenance of said insurance. The certificates shall provide that thirty
(30)days'written notice shall be given to OWNER before the insurance policies noted herein are changed or
canceled. Insurance certificates shall be attached as Exhibit(s)B hereto.
8.5. OWNER's Liability Insurance. The OWNER shall be responsible for purchasing liability insurance to protect
the OWNER against claims which may arise from operations under this Project.
ARTICLE 9 - TERMINATION OF THE AGREEMENT
9.1 Termination by OWNER for Cause. If the DESIGNER/BUILDER fails or neglects to carry out the Work in
accordance with this Agreement,the OWNER may give written notice that the OWNER intends to terminate this
Agreement. If the DESIGNERBUILDER fails to correct or to take steps to correct the defaults,failure or neglect
cited by the OWNER in such notice within seven(7)days after being given such notice,the OWNER may then
give a second written notice and,after an additional seven(7)days if the DESIGNERBUILDER fails to correct
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or to take steps to correct as aforesaid,the OWNER may make good such deficiencies and may deduct the cost
thereof from payments due the DESIGNER/BUILDER or, at the OWNER's option, may terminate the
employment of the DESIGNER/BUILDER,take possession of the site and finish the Work by whatever method
the OWNER may deem appropriate.
9.2. Termination by OWNER Without Cause. In addition to termination under Article 9.1,OWNER may terminate
this Agreement without cause upon thirty (30) days' written notice to DESIGNER/BUILDER. Upon such
termination,OWNER shall reimburse the DESIGNERBUILDER for any unpaid portions of the Contract Price
due it under Article 7 for the Work to the date of termination. In addition, OWNER shall also pay to the
DESIGNERBUILDER fair compensation,either by purchase or rental at the election of the OWNER,for any
equipment retained. In case of such termination of this Agreement,the OWNER shall further assume and become
liable for obligations, commitments and unsettled claims that the DESIGNER/ BUILDER has previously
undertaken or incurred in good faith in connection with said Work,actual cancellation penalties for outstanding
contracts and undelivered materials or equipment on orders,and any demobilization costs. The DESIGNER/
BUILDER shall,as a condition of receiving the payments referred to in this Article,execute and deliver all such
papers and take all such steps,including the legal assignment of its contractual rights,as the OWNER may require
for the purpose of fully vesting in the OWNER the rights and benefits of the DESIGNER/BUILDER under such
obligations or commitments.
9.2.1. Permanent Abandonment. In the event of permanent abandonment of the Project,the OWNER may
terminate this Agreement upon thirty(30)days'prior written notice to the DESIGNERBUILDER. In
such event,the OWNER shall pay DESIGNERBUILDER for all amounts due him under Article 7 for
work performed or labor, materials or equipment furnished, and for any proven loss or damages
sustained by DESIGNERBUILDER including but limited to loss upon materials,equipment,tools and
construction equipment and machinery.
9.2.2. Termination by DESIGNERBUILDER. If the OWNER fails to make payment when due,in addition
to any other remedies in this Agreement or provided by law,DESIGNERBUILDER may give written
notice of its intent to terminate this Agreement for non-payment.If the DESIGNER/BUILDER fails to
receive full payment of amounts due within fifteen(15)days after such notice to the OWNER, then
DESIGNERBUILDER may give a second written notice that the Agreement will terminate in fifteen
(15)days if the DESIGNERBUILDER does not receive payment in full for all amounts due prior to the
expiration of such fifteen(15)day period. In the event of such termination,the DESIGNERBUILDER
may recover from the OWNER payment for all work executed and for proven losses sustained,including
but limited to losses upon materials,equipment,tools and construction equipment and machinery.
ARTICLE 10- DISPUTE RESOLUTION
10.1. Mediation. The OWNER and the DESIGNERBUILDER agree that they shall first submit any and all disputes
and other matters in question between them arising out of or relating to this Agreement or the breach thereof to
non-binding mediation prior to either of them initiating a lawsuit or other legal remedies against the other.
Participation in such mediation shall be a condition precedent to any lawsuit unless mediation is waived in a
writing executed by both parties.
10.2. Continuing Obligations. Unless otherwise agreed in writing,DESIGNERBUILDER shall carry on the Work
and maintain its progress during any mediation proceedings,and the OWNER shall continue to make payments to
the DESIGNERBUILDER in accordance with the Contract Documents.
10.3. Survival of Provisions. This Article 10 shall survive the performance or termination of this Agreement.
ARTICLE 11 - MISCELLANEOUS
11.1. Successors and Assigns. This Agreement shall be binding on the successors,assigns,and legal representatives of
the OWNER or DESIGNERBUILDER. Neither party shall assign, sublet or transfer an interest in the
Page 9
•
Agreement without the written consent of the other.
11.2. Use of Documents. The drawings,specifications and other documents furnished by the DESIGNER/BUILDER
are instruments of service and,except by written agreement executed by the DESIGNER/BUILDER relating to
use,liability and compensation therefor,shall not be used by the OWNER on other projects,for additions to this
Project or for completion of this Project by others unless the DESIGNER BUILDER is terminated for cause
under this Agreement.
11.3. Status of DESIGNERBUILDER. Nothing contained in this Agreement shall be construed or interpreted as
requiring DESIGNERBUILDER to assume the status of a generator, Storer;operator, transporter, treater, or
disposal facility as those terms appear within the Resource Conservation Recovery Act,42USCA,Section 6901,
et seq. (RCRA),or within any other federal or state statute of similar effect governing the treatment,storage,
transportation or disposal of waste.
11.4. Copyrights. Submission or distribution of documents to meet official regulatory requirements or for other
purposes in connection with the Project is not to be construed as publication in derogation of the
DESIGNERBUILDER's common law copyrights or other reserved rights.
11.5. Reporting Requirements. To the extent required by law,OWNER shall promptly report regulated conditions,
including without limitation, the discovery of releases of hazardous substances, at the site to the appropriate
public authorities in accordance with applicable law.
11.6. Governing Law. This Agreement shall be governed by the laws of the State of Texas,Brazoria County.
11.7. Notices. Except as written elsewhere in this Agreement, all written communications to OWNER and
DESIGNERBUILDER shall be sent with distribution to the recipient as set out below.
OWNER DESIGNERBUILDER
City of Pearland Landscape Art Inc.
3159 Liberty Drive 2303 Dickinson Avenue
Pearland,TX 77581-5416 League City,TX 77573
281-652-1637 281-309-0500
Attn: Mr.Robert Upton Attn: Jay Williams
11.8. Mutual Waiver of Consequential Damages
Notwithstanding any other provision of this Agreement to the contrary,neither party shall be liable to the other
for lost profits or any special, indirect, incidental, or consequential damages in any way arising out of this
Agreement however caused under a claim of any type or nature based on any theory of liability(including,but
not limited to:contract,tort,or warranty)even if the possibility of such damages has been communicated.
11.9. UNPAID INVOICES
If OWNER,for any reason,fails to make payment due DESIGNERBUILDER for services and expenses within
thirty days after receipt of DESIGNERBUILDER's invoice therefor,the amounts due DESIGNER/BUILDER
will be increased at the rate of 1.5%per month(or the maximum rate of interest permitted by law,if less)from
said thirtieth day; and, in addition, DESIGNERBUILDER may, after giving seven days' written notice to
OWNER,suspend services under this Agreement until DESIGNERBUILDER has been paid in full all amounts
due for services,expenses and charges.Payments will be credited first to interest and then to principal. In the
event of a disputed or contested billing,only that portion so contested may be withheld from payment,and the
undisputed portion will be paid.
OWNER agrees to pay DESIGNERBUILDER all costs of collection including but not limited to reasonable
attorneys'fees,collection fees and court costs incurred by DESIGNERBUILDER to collect from the OWNER
Page 10
properly due payments.
11.10. Partial Invalidity. The invalidity of any part or portion of this Agreement shall not affect or impair in any way
the validity,enforceability or effect of the remaining provisions hereof. In the event any provision herein is found
to be invalid,then such provision shall be deemed to be deleted and all other provisions in the Agreement will
remain in full force and effect.
11.11. Entire Agreement. The documents which comprise the entire Agreement between OWNER and
DESIGNERBBUILDER concerning the Work (referred to herein as the Contract Documents) consist of the
following:
1. This Agreement(pages 1 to 12 inclusive).
2. Exhibits:
A. Scope of work
B. Cost Estimate—Phase 1,Fees and Billing Rates
C. Schedule—Phase 1
D. Project Site Layout
E. Insurance Certificates
There are no documents other than those listed above in this Article 11.11. This Agreement may only be amended,
modified,or supplemented by written agreement duly executed by OWNER and DESIGNERBUILDER.
Page 11
IN WITNESS WHEREOF,the parties hereto have read the foregoing, understand completely these terms and
conditions,and willingly enter into this Agreement.
WITNESS our hands and seals this day of ,2021.
OWNER DESIGNER/BUILD
City of Pear Landsc . rt nc.
,
By: -- By: 1 /
Print Name: J Print Name:
.,� VV71-i-1MIS
Page I'_
EXHIBIT A
Scope of Work
Page 13
-2
LANDSCAPE AiU
Exhibit B
Costing Methodology
Cost Control Narrative B.1.1.1
The process of budgeting the project is in five Parts.
Part 1
We will conduct an audit of each of the 14 locations in the project. During that
process we will confirm.
1) The water source
2) The controller
3) The valve count
4) The viability of the valves (water source and electrical connection)
5) The type of heads/rotors/drip at each valve
We anticipate that this process will take four weeks to complete and two weeks to
develop the report. We have included the cost in Design Phase Services C.1.1.3.
Part 2
We will meet with our irrigation team along with outside industry consultants and
develop recommendations for the parks. Those recommendations will include
1) Options for the Central Control system
2) Options for the standardization of the valves.
3) Options for standardization of the heads.
We anticipate this process will take four weeks to prepare a presentation to the
city.
Part 3
We will present the options and recommendations for the Central Control,valves
and heads and any other noteworthy components in the systems to the city. We
will present a general budget for each park.
Part 4
We will take the conclusions of the meeting with the city and finalize a budget for
each of the 14 parks. We anticipate this process will take three weeks.
Part 5
We will present to the city for approval the GMP budget for each park.
EXHIBIT B
Cost Estimate - Phase 1, Fees and Billing Rates
Page 14
LANDSCAPE Alkti
Exhibit B
Construction and Implementation Phase Services C.1.1.3
Design Service Fees
We see the design service fees presented in five Parts.
Part 1
Professional Liability Insurance $7,344.75.
This will be billed upon execution of the contract.
Audit/Analysis of 14 parks. $24,000.00.
This will be billed at the completion of this Part of the Design Process. This
would be our first Pay Application.
Part 2
Recommendations and Rough Budget $14,000.00.
This Pay Application would be presented at the time of the consultation and
presentation to the city of the plans,recommendations, and rough budget.
Part 3
Presentation to the City No Cost
Part 4
Develop a GMP for 14 parks. $10,000.00.
This Pay Application would be presented at the time of the GMP meeting with the
city.
Part 5
Presentation to the City No Cost
Our proposed construction schedule will be presented at the same time as the
GMP pricing.
k 4
LANDSCAPE Aiu
Kevin Carter
City of Pearland
3519 Liberty Drive
Pearland, TX 77581
Kevin,
As per you request, we are offering these rates for irrigation related activities. These rates
will apply to on-site hours. We will use a phone application called T-Sheets to record the
times and activities of the workers.
Rates
1) Base Labor Rate - $62.00 per hour
2) Licensed Irrigation Tech - $78.00 per hour
3) Licensed Irrigator / Backflow Certifier / Irrigation Designer - $92.00 per hour
4) Mini-Excavator with Operator - $85.00 per hour
5) Track Loader with Operator - $85.00 per hour
6) Dump Truck with Operator - 112.00 per hour
I hope this helps with the process. We are looking forward to getting the project moving.
Thanks,
J. H. (Jay) Williams
2303 Dickinson Avenue, League City,TX 77573 • 281-309-0500 • Fax 281-309-0202
www.LandscapeArtlnc.com
EXHIBIT C
Schedule Phase 1
4
Page 15
City of Pearland Irrigation Schedule
Date Part 1
July 2021 Audit Park Facility 1 Details on Exhibit B/Costing Methodology
July 2021 Audit Park Facility 2 Details on Exhibit B/Costing Methodology
July 2021 Audit Park Facility 3 Details on Exhibit B/Costing Methodology
July 2021 Audit Park Facility 4 Details on Exhibit B/Costing Methodology
July 2021 Audit Park Facility 5 Details on Exhibit B/Costing Methodology
July 2021 Audit Park Facility 6 Details on Exhibit B/Costing Methodology
July 2021 Audit Park Facility 7 Details on Exhibit B/Costing Methodology
August 2021 Audit Park Facility 8 Details on Exhibit B/Costing Methodology
August 2021 Audit Park Facility 9 Details on Exhibit B/Costing Methodology
August 2021 Audit Park Facility 10 Details on Exhibit B/Costing Methodology
August 2021 Audit Park Facility 11 Details on Exhibit B/Costing Methodology
August 2021 Audit Park Facility 12 Details on Exhibit B/Costing Methodology
August 2021 Audit Park Facility 13 Details on Exhibit B/Costing Methodology
August 2021 Audit Park Facility 14 Details on Exhibit B/Costing Methodology
Date Part 2
September 2021 Industry Consultation Analysis of Central Control/Standardization
Date Part 3
October 2021 Presentation to City System Recommendations and Rough Budget
Date Part 4
October 2021 Presentation to City GMP for some or all Park facitilies
Date Part 5
November 2021 Construction Commense construction on approved parks
December 2021 Construction Continue construction on approved parks
January 2022 Construction Continue construction on approved parks
February 2022 Construction Continue construction on approved parks
March 2022 Construction Continue construction on approved parks
April 2022 Construction Continue construction on approved parks
EXHIBIT D
Project Site Layout
Page 16
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EXHIBIT E
Insurance Certificates
Page 17
RYAN` RT Specialty
RT TURNER 10415 Morado Cir Bldg 2
SPECIALTY Austin, TX 78759
Tiffany Way
512-675-4490
Insurance Proposal
May 20, 2021
Carroll Insurance Agency Ltd
Attn: Jason Knecht
14906 FM529 Houston, TX 77095
Applicant: Landscape Art, Inc
2303 Dickinson Ave
League City, TX 77573
Submission#: APP118713157
Policy Period: 05/20/2021 12:01 AM To 05/19/2022 12:01 AM
Coverage: Professional Liability
Issuing Company: Certain Underwriters at Lloyd's, London
We are pleased to submit our proposal for the above captioned applicant.
Please read the attached quote carefully as coverage offered may be more limited than coverage
requested.
Note :
Minimum earned premium may apply to this policy. See attached carrier quote for specifics. Please
note that all fees are fully earned at inception.
TRIA coverage if applicable is offered on the attached carrier's quote.
Please review any minimum and deposit, audit, and/or cancellation provisions on the attached carrier
quote for details regarding possible return premiums and additional premium charges.
I look forward to hearing from you, and please call if you have any questions.
Thank you for your business.
Regards,
Tiffany Way Olivia Craig
Assistant Vice President Inside Broker
RT Specialty RT Specialty
tiffany.way@rtspecialty.com olivia.craig@rtspecialty.com
512-675-4490
B 2.0.0-ESRSG_PRO APP118713157 (New) Option 1 1 of 3
RYAN" RT Specialty
RTURNER 10415 Morado Cir Bldg 2
SPECIALTY Austin, TX 78759
Tiffany Way
512-675-4490
Insurance Proposal
• uu • M
Professional Liability Premium $6,500.00
TX Surplus Lines Tax $339.50
TX Stamp Fee $5.25
Policy Fee $250.00
Carrier Policy Fee $250.00
Total Policy Cost $7,344.75
Minimum Earned
Note: There may be a minimum earned on this policy. Please refer to the carrier quote for more details on the
minimum earned percentage.
Agent Commission: 11.00%
Please note that your [quote/binder] may not provide coverage on a blanket basis and, based on current market
conditions, a blanket coverage option might not be available. Any reference(s)to an Occurrence Limit of Liability
Endorsement (OLLE), margin clause, maximum amount payable, and/or scheduled limits indicate that blanket
coverage is not provided. Instead, the amount of recovery afforded by the policy is limited in some respect to the
amount(s) set forth on the Statement of Values (SOV) provided to the insurer. This potentially can materially
reduce the insured's recovery in the event of a loss as compared to blanket coverage. Additionally, the policy
language for these clauses may vary by insurer and some insurers limit the amount recoverable for extensions of
coverage, additional coverages, and additional covered property to the values as shown on the SOV. As such, we
strongly recommend that you confirm that the insured is in agreement that they have provided full and accurate
amounts for the values set forth on the SOV. RT expressly disclaims any responsibility for the accuracy or
adequacy of the values provided on an SOV. We also note that all decisions concerning coverage and the
application of the terms, provisions, conditions, limitations or exclusions of the policy to any claim are made
exclusively by the insurers.
Disclosures
In the process of reviewing and attempting to place insurance for your client, we may perform any number of tasks
that may or may not include: the review and assessment of your application, losses and risk profile,
communicating with various insurance carriers or their representatives, risk analysis, policy or coverage
comparison, inspections, reviewing coverage terms offered, policy issuance and servicing of the policy post
binding. We may charge a fee for these services in addition to any commission that may be payable to us by the
Insurance Carrier with whom we bind your client's business.
Any fees charged are fully earned at inception of the policy and will not be returned unless required by applicable
law. Fees may be applicable to any transaction requiring additional premium including audits and endorsements
as well as new and renewal policies. All fees will be itemized separate from premium in our quotes. Insureds are
under no obligation to purchase insurance proposed by us including a fee and insurance carriers are under no
obligation to bind any insurance proposed in our Quotes. The fees we charge are not required by state law or the
insurance carrier.
RT Specialty is a division of RSG Specialty, LLC. RSG Specialty, LLC is a Delaware limited liability company and
a subsidiary of Ryan Specialty Group, LLC. In California: RSG Specialty Insurance Services, LLC (License
#0G97516).
B 2.0.0-ESRSG_PRO APP118713157 (New) Option 1 2 of 3
RYAN" RT Specialty
RT TURNER 10415 Morado Cir Bldg 2
SPECIALTY Austin, TX 78759
Tiffany Way
512-675-4490
Insurance Proposal
Remarks
I. No Claim or Circumstances declaration on Miller standard format (if application is over 30 days old at
time of binding)
II. Satisfactory signed and dated application
III. Name, Address and Surplus Lines License number of broker filing the Surplus Lines taxes-
IV. Details of any CGL losses with an incurred in excess of USD 50k
V. Details of commercial general liability- products completed operations policy limit and retention
(terms could change if the retention is higher
than the E&O retention)
VI. Please confirm that all professional sub-consultants utilized by the insured purchase professional
liability limits of at least USD 1,000,000
B 2.0.0-ESRSG_PRO APP118713157 (New) Option 1 3 of 3
Miller
Client Quote Sheet
Quote Reference B0621 PLAND012421
Agent: R-T Specialty, LLC
Assured: Landscape Art, Inc State: USTX
Services/ Please refer to the definition of professional services within the policy form and any
Occupation: endorsements amending such.
Date of Application: TBA
Period: To be Agreed
Limit of Liability Deductible Premium (plus taxes as
applicable)
USD 1,000,000 Each and USD 10,000 Each Claim USD 6,500.00
Every Claim including damages and Plus Surplus Lines Tax
claims expenses Plus USD250 Administration
USD 1,000,000 in the Fee
Aggregate for the
Certificate Period
Insuring Clause B: USD 0 Each Incident,or related Incidents giving rise to an obligation to pay Privacy
Breach Response Services(such amount is a sublimit of the"Aggregate for the
Certificate Period"specified above)
Deductible: USD 0 Each Incident, or related Incidents giving rise to an obligation to
pay Privacy Breach Response Services
Insuring Clauses
Included: I.A.1. Design Build and Contractors Professional Liability Included
I.A.2. Rectification Costs Not Included
I.A.3. Contractors Pollution Liability Included
I.A.4. Contractors Microbial Condition Liability Included
I.A.S. Transportation Pollution Liability Included
I.A.6. Non-Owned Disposal Site Pollution Liability Included
I.A.7. Emergency Pollution Remediation Expenses Included
I.A.B. Drone Liability Included
I.A.9. Technology Based Services Included
I.A.10. Technology Products Included
I.A.11. Computer Network Security and Privacy Liability Included
I.A.12. Multimedia and Advertising Liability Included
I.B. Privacy Breach Response Services Not Included
Quotation(s)open for 15 days from date of the covering e-mail
B0621 PLAND012421 Page 1 of 46
Fee: Please note that if the indicated Premium is USD10,000 or less,
Miller will charge you an administration fee of USD250 in addition
to the brokerage payable to us by insurers, details of which are
available upon request.
Form: Miller Environmental Design Build
Endorsements I. Several Liability Notice
II. LSW541 RICO Exclusion
111. Professional Indemnity Cyber and Data Protection Law Endorsement
IV. Risk Management Services Provider
V. Cover limited solely in respect of the contract with the City of Pearland
only
VI. 12 month policy period, annually renewable
VII. Premium to be 100%fully earned at Inception
VIII. LMA9079 Texas Surplus Lines Notice
IX. LMA9080D Texas Complaints Notice
Optional Extension 12 months at 100%of the total premium for this Certificate
Period: 24 Months at 175%of the total premium for this Certificate
36 Months at 225%of the total premium for this Certificate
Retroactive Date: Inception Date
Subjectivities: I. No Claim or Circumstances declaration on Miller standard format(if
application is over 30 days old at time of binding)
II. Satisfactory signed and dated application
III. Name,Address and Surplus Lines License number of broker filing the
Surplus Lines taxes-New Jersey risks will also require the New Jersey
Transaction number
IV. Details of any CGL losses with an incurred in excess of USD 50k
V. Details of commercial general liability-products completed operations
policy limit and retention (terms could change if the retention is higher
than the E&O retention)
VI. Please confirm that all professional sub-consultants utilised by the insured
purchase professional liability limits of at least USD 1,000,000
To be satisfactorily complied with&agreed by underwriters PRIOR TO BINDING
Choice of Law: Texas
Jurisdiction: Worldwide
Notice of Claim DWF Claims
Nominee: 740 Waukegan Road, Suite 204
Deerfield, IL 60015
USA
FNOLUS@dwfclaims.com
Offered Line: (off Syndicate Line Reference
Miller limited
binder) ARG2121 65.0000% V28123FA121X
AFB2623 5.5350 % B6554D21ANPA
AFB0623 1.2150% B6554D21ANPA
BRT2987 6.7500 % GJ478J21A000
HAM4000 6.7500 % 99762D21AA
AUW0609 3.0000% E6AIVUK2IALX
B0621 PLAND012421 Page 2 of 46
CGM2488 6.7500% AEFM6LFR1246
CSL1084 5.0000% 91700B21AJ
This quotation is subject to receipt,review and written underwriting approval prior to inception of the subjectivities outlined
herein.Furthermore,this quotation is strictly conditional upon no material change in the risk occurring between the date of
quotation and the inception date of the proposed risk.Any such material change shall include but not be limited to any claim
(or notice of circumstance that may be reasonably expected to give rise to a claim)under any insurance of which the
certificate being proposed by this quotation is a renewal,a replacement or where it is excess of an insurance being notified
of such claim or circumstance.In the event of such change in risk,Underwriter(s)may,at their sole discretion,modify or
withdraw this quote,whether or not this quote has already been accepted by the proposed Insured.
The quoted policy has been prepared for you following an approach only to the lead underwriter,being the first underwriter
listed above,which was responsible for setting terms and conditions for all other following subscribing markets.
This insurance has been quoted under a Miller limited binder arrangement entered into between Miller and specified
Underwriters.Whilst we act as your agent for the purposes of providing broking services,under this arrangement,Miller
will also act as agent of the Underwriters in respect of certain activities they have delegated to us.
Should you ask us to place a quoted policy on your behalf,we will be remunerated as set out below.If you instruct us to
place your policy,we will assume that you agree to these remuneration arrangements.Upon your request,we will be happy
to provide you further details.
The insurers with which we will place your policy will pay Miller a commission,which shall be a percentage of your total
annual premium.In addition,where the indicated Premium is USD10,000 or less,our remuneration will include a USD250
Administration Fee payable by you.
Under the Miller limited binder arrangement to which your policy will be placed,Miller is entitled to earn profit commission,
which is paid by Underwriters,which is a share of the net profit that Underwriters generate from the facility.In general terms,
the net profit is calculated by taking gross premium paid under this arrangement to Underwriters and subtracting their
outgoing costs including commission paid to others,claims paid,claims reserved,and other administrative costs.Where
a net profit is not achieved,there will be no profit commission payable to Miller under this arrangement.
Disclosures and matters to note:
The following disclosures apply to this quotation and will apply,also,to any successive quotation supplied to you in connection
with this particular risk unless the nature and basis of and the approach to marketing your risk changes significantly.
Please note that no Insurance cover is in force until you confirm acceptance of this quote in writing and only then once we
have confirmed to you in writing that cover has been bound by the Underwriter(s).
You/your client owe a duty to disclose to your(re)insurer(s)particular information relating to the risk.The extent of your/your
client's duty of disclosure will vary depending upon the law that applies to your insurance policy and the nature of your
policy(e.g.non-consumer/consumer insured).Failure to satisfy the duty of disclosure could result in the denial of a claim
or avoidance of the insurance policy. We operate under the terms of business agreement in place between our respective
firms.If you have any questions about the scope of the duty then please let us know.
It is very important that you familiarise yourself with all the terms of any insurance contract that you purchase.In particular,
you must treat all warranties seriously and comply strictly with them.Failure to do so may entitle the insurer to decline a
claim under the policy.
A subjectivity in your insurance contract may lead to the contract being invalidated or coverage prejudiced if the subjectivity
remains outstanding.It is very important that you promptly satisfy any subjectivity so that it can be removed.
B0621 PLAND012421 Page 3 of 46